Hims & Hers (NYSE: HIMS) CFO exercises RSUs as shares withheld for tax

Q: What are the CFO’s Hims & Hers share holdings after these transactions?

After the reported transactions, the CFO directly held 296,142 shares of Class A Common Stock and indirectly held 7,853 shares through a separate property trust, according to the post-transaction ownership figures.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Hims & Hers Health, Inc. Chief Financial Officer Oluyemi Okupe reported compensation-related equity activity involving Class A Common Stock and Restricted Stock Units (RSUs). On June 15, 2026, RSUs were exercised to deliver 71,616 shares of Class A Common Stock, reflecting vesting under prior equity awards. To cover associated tax withholding obligations, 39,541 shares of Class A Common Stock were withheld by the company at $30.17 per share, rather than sold on the open market. Following these transactions, Okupe directly held 296,142 shares of Class A Common Stock and indirectly held 7,853 shares through the Oluyemi Okupe Separate Property Trust dated September 1, 2021. The footnotes explain that each RSU converts into one share of Class A Common Stock and that the RSUs vest in substantially equal quarterly installments over four years, with first vesting dates ranging from June 15, 2023 to June 15, 2026.

Insider Trade Summary

71,616 shares exercised/converted

Mixed 7 txns

Insider Okupe Oluyemi

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	18,334	$0.00	--
Exercise	Restricted Stock Unit	22,988	$0.00	--
Exercise	Restricted Stock Unit	11,483	$0.00	--
Exercise	Restricted Stock Unit	18,811	$0.00	--
Exercise	Class A Common Stock	71,616	$0.00	--
Tax Withholding	Class A Common Stock	39,541	$30.17	$1.19M
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Restricted Stock Unit — 55,004 shares (Direct, null); Class A Common Stock — 335,683 shares (Direct, null); Class A Common Stock — 7,853 shares (Indirect, Held by Oluyemi Okupe Separate Property Trust dtd 9-1-2021)

Footnotes (1)

The Restricted Stock Units ("RSUs") represent a contingent right to receive one share of Class A Common Stock for each RSU. Includes 1,113 shares acquired on May 20, 2026, under the Hims & Hers Health, Inc. 2020 Employee Stock Purchase Plan. The shares of Class A Common Stock were withheld by the issuer to cover tax withholding obligations in connection with the reported vesting and settlement of RSUs. The RSUs are subject to a service-based vesting requirement, which shall be satisfied over a 4-year period, with the RSUs vesting in substantially equal quarterly installments on the Company's quarterly vesting dates, with the first such vesting date on June 15, 2023. The RSUs are subject to a service-based vesting requirement, which shall be satisfied over a 4-year period, with the RSUs vesting in substantially equal quarterly installments on the Company's quarterly vesting dates, with the first such vesting date on June 15, 2024. The RSUs are subject to a service-based vesting requirement, which shall be satisfied over a 4-year period, with the RSUs vesting in substantially equal quarterly installments on the Company's quarterly vesting dates, with the first such vesting date on June 15, 2025. The RSUs are subject to a service-based vesting requirement, which shall be satisfied over a 4-year period, with the RSUs vesting in substantially equal quarterly installments on the Company's quarterly vesting dates, with the first such vesting date on June 15, 2026.

Key Figures

RSU shares delivered: 71,616 shares Shares withheld for taxes: 39,541 shares Tax withholding price: $30.17/share +4 more

7 metrics

RSU shares delivered 71,616 shares Class A Common Stock from RSU exercises on June 15, 2026

Shares withheld for taxes 39,541 shares Tax-withholding disposition at $30.17 per share

Tax withholding price $30.17/share Value used for shares withheld to cover tax obligations

Direct holdings after transactions 296,142 shares Class A Common Stock held directly by CFO after June 15, 2026

Indirect trust holdings 7,853 shares Class A Common Stock held via Separate Property Trust

Tax-withholding shares count 39,541 shares transactionSummary taxWithholdingShares

Exercise shares total 71,616 shares transactionSummary exerciseShares for derivative exercises

Key Terms

Restricted Stock Units ("RSUs"), tax withholding obligations, service-based vesting requirement, quarterly vesting dates, +1 more

5 terms

Restricted Stock Units ("RSUs") financial

"The Restricted Stock Units ("RSUs") represent a contingent right to receive one share..."

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

tax withholding obligations financial

"The shares of Class A Common Stock were withheld by the issuer to cover tax withholding obligations..."

service-based vesting requirement financial

"The RSUs are subject to a service-based vesting requirement, which shall be satisfied over a 4-year period..."

quarterly vesting dates financial

"RSUs vesting in substantially equal quarterly installments on the Company's quarterly vesting dates..."

Separate Property Trust financial

"Held by Oluyemi Okupe Separate Property Trust dtd 9-1-2021"

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Form 4 Insider Transactions: What Each Field Means →

06/17/2026 - 06:51 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Okupe Oluyemi

(Last)

(First)

(Middle)

2269 CHESTNUT STREET, #523

(Street)

SAN FRANCISCO

CALIFORNIA

94123

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Hims & Hers Health, Inc. [ HIMS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	06/15/2026		M		71,616	A	⁽¹⁾	335,683⁽²⁾	D
Class A Common Stock	06/15/2026		F		39,541⁽³⁾	D	$30.17	296,142	D
Class A Common Stock								7,853	I	Held by Oluyemi Okupe Separate Property Trust dtd 9-1-2021

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Unit	⁽¹⁾	06/15/2026		M			18,334	⁽⁴⁾	⁽⁴⁾	Class A Common Stock	18,334	$0	55,004	D
Restricted Stock Unit	⁽¹⁾	06/15/2026		M			22,988	⁽⁵⁾	⁽⁵⁾	Class A Common Stock	22,988	$0	160,917	D
Restricted Stock Unit	⁽¹⁾	06/15/2026		M			11,483	⁽⁶⁾	⁽⁶⁾	Class A Common Stock	11,483	$0	126,307	D
Restricted Stock Unit	⁽¹⁾	06/15/2026		M			18,811	⁽⁷⁾	⁽⁷⁾	Class A Common Stock	18,811	$0	282,167	D

Explanation of Responses:

1. The Restricted Stock Units ("RSUs") represent a contingent right to receive one share of Class A Common Stock for each RSU.

2. Includes 1,113 shares acquired on May 20, 2026, under the Hims & Hers Health, Inc. 2020 Employee Stock Purchase Plan.

3. The shares of Class A Common Stock were withheld by the issuer to cover tax withholding obligations in connection with the reported vesting and settlement of RSUs.

4. The RSUs are subject to a service-based vesting requirement, which shall be satisfied over a 4-year period, with the RSUs vesting in substantially equal quarterly installments on the Company's quarterly vesting dates, with the first such vesting date on June 15, 2023.

5. The RSUs are subject to a service-based vesting requirement, which shall be satisfied over a 4-year period, with the RSUs vesting in substantially equal quarterly installments on the Company's quarterly vesting dates, with the first such vesting date on June 15, 2024.

6. The RSUs are subject to a service-based vesting requirement, which shall be satisfied over a 4-year period, with the RSUs vesting in substantially equal quarterly installments on the Company's quarterly vesting dates, with the first such vesting date on June 15, 2025.

7. The RSUs are subject to a service-based vesting requirement, which shall be satisfied over a 4-year period, with the RSUs vesting in substantially equal quarterly installments on the Company's quarterly vesting dates, with the first such vesting date on June 15, 2026.

Remarks:

	/s/ Kimberly Mather, Attorney-in-Fact for Oluyemi Okupe	06/17/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did HIMS CFO Oluyemi Okupe report in this Form 4 filing?

The CFO reported RSU vesting that delivered Class A shares and a related tax-withholding share disposition. These transactions reflect equity compensation mechanics rather than open-market buying or selling activity.

How many Hims & Hers (HIMS) shares did the CFO receive from RSU exercises?

The CFO’s RSU exercises delivered 71,616 shares of Class A Common Stock. Each Restricted Stock Unit represents a contingent right to receive one share upon vesting and settlement under the company’s equity plans.

How many HIMS shares were withheld to cover the CFO’s tax obligations?

To satisfy tax withholding obligations, 39,541 shares of Class A Common Stock were withheld at $30.17 per share. This is a non-market disposition used to pay taxes on the vested RSUs reported in the filing.

How do the HIMS RSUs held by the CFO vest over time?

The RSUs vest over four years in substantially equal quarterly installments on the company’s quarterly vesting dates. Different RSU grants have first vesting dates on June 15 of 2023, 2024, 2025, or 2026.

What does an F code tax-withholding transaction mean for HIMS insiders?

An F code indicates shares were used to pay exercise price or tax liabilities, not sold on the open market. For HIMS, 39,541 shares were withheld to cover the CFO’s RSU-related tax obligations in this filing.